Les Echos Executives

Trend - When there is a scandal in a company, all eyes turn to the board of directors. It's time for directors and compliance officers to get closer together, argues Blandine Cordier-Palasse. Interview with Blandine Cordier-Palasse.

Each corporate scandal raises the question of the involvement of boards of directors and the responsibility of directors. You are proposing to bring compliance and the board closer together...

The Board determines the strategic direction of the company's activities and oversees its implementation. This mission gives it a key role in the prevention, detection and understanding of risks. It also plays a key role in defining and deploying the company's culture, ethics and values at all levels.

At Uber, the results of an investigation into allegations of sexual harassment, discrimination and a toxic working environment became public. One director made a remark so blatantly sexist that he was forced to resign. In his letter of resignation, he spoke of the need to rebuild the company's culture.

How do you move a corporate culture towards greater ethics?

It's time to combine compliance and corporate culture. The Board of Directors must agree on values and visions. It must define a governance charter, and choose the strategy and managers capable of implementing it. Cooperation must be encouraged between those responsible for risk, audit, human resources, legal affairs and compliance. The combination of compliance and corporate culture may seem less obvious than for other support functions. Yet it is essential to the long-term future of the organisation.

What is the role of the Board of Directors? ?

The Board of Directors must help define the scope of the ethics and compliance programme. It must then approve the main policies and procedures. It then aligns the incentives and requires regular monitoring to ensure that the programme is effective. It must ensure that it is properly deployed and that all stakeholders are aware of it - both horizontally and vertically - from the most operational and remote teams right through to its own staff. Carrying out this task successfully increasingly requires a strong and trusting relationship between compliance and the board. In particular, the Board needs to know about the compliance programme. It needs to be able to assess its robustness in order to fulfil its role as guarantor of the strategy and its execution. Without regular contact with the person in charge of compliance, it will be difficult to gauge its implementation and the support of stakeholders.

You put forward the mission of an ad hoc committee...

When management hesitates between irreproachable behaviour and the pursuit of financial interests, this creates non-financial risks. What's more, it can be difficult for a compliance officer who reports to the same management to have his or her arguments heard. Discussing the matter with the appropriate committee of the Board will make it possible to refer the matter to influential people who have some distance from the operational side of the business and direct hierarchical relationships: this creates a privileged 'agora' in which to discuss issues that could have a profound impact on the company's strategy and future.